I have a lifetime ahead of me but my fight continues: Cyrus Mistry

The ousted chairman feels there has been coercive behaviour as far as shareholders, independent directors and employees are concerned.Kala Vijayraghavan&Satish John | ET Bureau | December 20, 2016, 08:51 IST

Cyrus Mistry, the ousted chairman of Tata Sons seemed to be at peace. Flanked by his close associates, Madhu Kannan and Prof Nirmalya Kumar, who were also sacked from the Tata group, Mistry, in a rare, on the record interview to Kala Vijayraghavan and Satish John said he had a life time ahead of him. In the short term, he is taking a holiday, he said, but his fight for better governance and ethics will continue at a different level, in the courts.

Mistry, took questions on Noel Tata, his brother-in-law and explained that as a shareholder in the Tata group, he too was concerned. “I was more worried and had to take a call to make sure I don’t become a disruption by being on the boards of Tata group companies.” Excerpts:

Why did you step down just a few days ahead of the shareholder meetings being convened to decide your fate?

Let us go back in time. Fifty years of our (Pallonji Mistry family) role of guardianship of taking care of the interests of Tata group. And then come Oct 24th (the day Tata Sons board sacked him as chairman). We still wanted to ensure that the agenda was taken through. My agenda was of governance and ethics by staying on board of operating companies. We managed to raise awareness among stakeholders of the challenges in governance and ethics in the group. These were tough messages that had to be sent for the long term interest of the group. We have seen a coercive behaviour as far as shareholders, independent directors and employees are concerned. They have created a situation of fear to take right decisions. I was more worried and had to take a call to make sure I don’t become a disruption by being on the boards of Tata group companies.

What happens to your fight now?

So the fight goes onto another platform. Will pursue it further. I won't let up on the fight and this move gives me an opportunity to concentrate my efforts on one forum.

So does this mean that you will take the legal recourse against Tata Sons?

What I have done is in the interests of the shareholders and independent directors. It was very clearly a situation where it was felt that Cyrus (Mistry) was pushing for EGMs and putting pressure on boards. But.. I did not call for the EGMs, it was done by Tata Sons who threatened shareholders, coerced independent directors. These were actions one cannot expect from a promoter of that calibre. In such circumstances, I had to take a decision to do what is right from the group perspective. It was important to be consistent and I had mentioned in my shareholder representation that this is not for me. Closer to EGMs, people were confused about the message. It was seen, as me against other individuals. So I wanted to make sure that I remove myself from the discussion. It is not about me. It is about governance and ethics.

What transpired in the board meeting at Tata Sons?

It was a routine meeting.

Do you have any plans to step down from the board of Tata Sons?

No I wont. Not unless they plan to throw me out. (smiles)

Some would say that the writing was on the wall. Minority shareholders wanted peace they were in favour of Tatas?

Several shareholders, institutions and others were abstaining from casting their vote. But they said they wanted reform within the Tata group which is effective.But the group has been so aggressive and that would result in disruption. I did not want the group to go through that ,,, In India, legal battles take time to resolve. Why do you want to waste your time in legal action, especially when you are from a family of businessmen and wouldn’t you want to go back to the Shapoorji Pallonji Group (the family business) and grow it .. I haven’t thought of the future…Honestly I will go on a holiday. But I will not leave this battle. Our clarity is there. The reason is the 50 years of legacy, there is a 18.5% shares that we hold, where there could be value destruction in the long run if I don’t set this right. It is a significant amount for my next generation.

Can Noel Tata be a bridge between the Mistrys and the Tata group. Many shareholders at the TCS EGM were clamouring to make him the next chairman of Tata Sons. What is your opinion?

I have a very good relation with all my family members. What is important is to get the right person. I did not hanker for this position and I still do not. But I think this institution (Tata group) needs the right person. It’s not about personalities. Every institution goes through a phase where it needs to institutionalise. I was working on that but was cut short. That is what I want to continue. To institutionalise and find the right person, within the family or be it professionals. I think with due processes, we will find the right person for the right place. I am not returning. Will look at the right person and not personalities. I have no plans. They (the Tatas) might have some plans.

I have a lifetime ahead of me. If I was hankering for position then I am waiting for something. But, I am not. So my life continues on another plane. But my fight continues. There Is an 18.5% stake. This (The Tata group) is an institution which we are very proud of. We (Mistry family) supported it for 50 years. Whatever decision I take it is for the institution and I have always thought that way. I think legal strategy is being developed. The focus is on governance between operating companies, Tata Trusts and Tata Sons.